WPP Group plc Plans to Close $11.75 Per Share Offer to Purchase 24/7 Real Media Shares at Midnight June 27, 2007
June 26 2007 - 7:49AM
Business Wire
WPP Group plc (NASDAQGS:WPPGY; LSE:WPP; �WPP�) announced today
that, having received the necessary clearances from regulatory
authorities in the United States and Germany relating to the offer,
its wholly-owned subsidiary, TS Transaction, Inc., intends to close
and purchase all shares of common stock of 24/7 Real Media, Inc.
(NASDAQ:TFSM � News; �24/7 Real Media�) validly tendered and not
withdrawn at the expiration of the tender offer which is scheduled
to expire at 12 midnight New York City time at the end of
Wednesday, June 27, 2007. With respect to all shares validly
tendered and not withdrawn, WPP intends to pay the offer price of
$11.75 per share, in cash, as soon as practicable after the close
of the offer. There is no financing condition to the tender offer,
which is subject to receipt of at least a majority of 24/7 Real
Media�s outstanding shares of common stock (calculated on a fully
diluted basis in accordance with the terms of the merger
agreement). The tender offer follows a definitive merger agreement
signed on May 17, 2007 among WPP Group, TS Transaction and 24/7
Real Media. The Board of Directors of 24/7 Real Media has
unanimously determined that the merger agreement and its related
transactions, including the tender offer and the merger, are fair
to and in the best interests of 24/7 Real Media and its
stockholders, and has recommended that stockholders tender their
shares in the tender offer. About WPP WPP is one of the world�s
leading communications services groups. Through its operating
companies it provides a comprehensive range of communications
services. These services include: advertising; media investment
management; information, insight and consultancy; public relations
and public affairs; branding and identity, healthcare and
specialist communications. The Company employs approximately
100,000 people (including associates) in 2,000 offices in 106
countries, providing communications services to more than 300 of
the companies that comprise the Fortune 500, over one half of the
companies that comprise the NASDAQ 100 and more than 30 of the
companies that comprise the Fortune e-50. Important Information
This press release is for informational purposes only and is not an
offer to buy or the solicitation of an offer to sell any of 24/7
Real Media�s common shares. This tender offer is being made
pursuant to a Tender Offer Statement on Schedule TO (including the
Offer to Purchase, the related Letter of Transmittal and other
tender offer materials) filed by WPP and TS Transaction with the
SEC on May 31, 2007, as amended. These documents contain important
information about the tender offer and stockholders of 24/7 Real
Media are urged to read them carefully before making any decision
regarding tendering their shares. The Offer to Purchase, the
related Letter of Transmittal and certain other offer documents as
well as the Solicitation/Recommendation Statement, are available
free of charge on the SEC�s website (www.sec.gov) or from D.F. King
& Co., Inc., the information agent for the tender offer at
(888) 605-1958 (toll free). Citibank N.A. is acting as depositary
for the tender offer. Forward-looking Statement This release
includes statements that are, or may be deemed to be,
�forward-looking� statements. These forward-looking statements can
be identified by the use of forward-looking terminology, including
inter alia the terms �believes�, �plans�, �expects�, �may�, �will�
or �should� or, in each case, their negative or other variations or
comparable terminology. These forward-looking statements include
matters that are not historical facts and include statements
regarding WPP�s intentions, beliefs or current expectations
concerning, among other things, WPP�s results of operations,
financial condition, liquidity, prospects, growth, strategies, the
outlook for relevant markets and the proposed acquisition of 24/7
Real Media. By their nature, forward-looking statements involve
risk and uncertainty because they relate to future events and
circumstances. A number of factors could cause actual results and
developments to differ materially from those expressed or implied
by the forward-looking statements. Forward-looking statements may
and often do differ materially from actual results. Any
forward-looking statements in this release reflect WPP�s view with
respect to future events as of the date of this release and are
subject to risks relating to future events and other risks,
uncertainties and assumptions relating to WPP�s operations, results
of operations, growth strategy and liquidity. Save as required by
relevant law or regulation, WPP undertakes no obligation publicly
to release the results of any revisions to any forward-looking
statements in this release that may occur due to any change in its
expectations or to reflect events or circumstances after the date
of this release. Information in this release should not be relied
upon as a guide to future performance.
24/7 Real Media (NASDAQ:TFSM)
Historical Stock Chart
From Jun 2024 to Jul 2024
24/7 Real Media (NASDAQ:TFSM)
Historical Stock Chart
From Jul 2023 to Jul 2024